DOMAIN NAME TRANSFER AGREEMENT

THIS DOMAIN NAME TRANSFER AGREEMENT (this "Agreement") is made and entered into as of _________________________ (the "Effective Date"),

BY AND BETWEEN:

TRANSFEROR:
Name/Entity: ____________________________________________
Address: ________________________________________________
City, State, ZIP: _________________________________________
Country: ________________________________________________
Email (on domain registration): _____________________________

AND

TRANSFEREE:
Name/Entity: ____________________________________________
Address: ________________________________________________
City, State, ZIP: _________________________________________
Country: ________________________________________________
Email: __________________________________________________

(Each a "Party" and collectively the "Parties")

RECITALS

WHEREAS, Transferor is the current registrant and owner of the domain name(s) identified herein;

WHEREAS, Transferee desires to acquire all rights in such domain name(s);

WHEREAS, Transferor desires to transfer such domain name(s) to Transferee;

WHEREAS, the Parties wish to comply with all applicable ICANN policies and registrar requirements regarding domain name transfers;

NOW, THEREFORE, in consideration of the mutual covenants contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:

ARTICLE 1: DEFINITIONS

1.1 "Domain Name(s)" means the domain name(s) identified in Exhibit A, together with all associated rights.

1.2 "Registrar" means the ICANN-accredited domain name registrar with whom the Domain Name(s) are currently registered, as identified in Exhibit A.

1.3 "Registry" means the registry operator responsible for maintaining the database of domain names for the applicable top-level domain (TLD).

1.4 "ICANN" means the Internet Corporation for Assigned Names and Numbers.

1.5 "Transfer Policy" means the ICANN Transfer Policy, as amended from time to time, governing the transfer of domain name registrations between registrars.

1.6 "Authorization Code" (also known as "Auth Code," "EPP Code," or "Transfer Key") means the unique code required to authorize the transfer of a domain name between registrars.

1.7 "WHOIS" means the protocol and database used to look up domain name registration information.

1.8 "Associated Assets" means any websites, email accounts, DNS records, SSL certificates, or other digital assets associated with the Domain Name(s).

ARTICLE 2: TRANSFER OF DOMAIN NAME(S)

2.1 Grant of Transfer

Transferor hereby sells, assigns, transfers, and conveys to Transferee, and Transferee hereby accepts, all right, title, and interest in and to the Domain Name(s), including:

(a) All registration rights with the Registry and Registrar;
(b) All rights to renew the registration;
(c) All intellectual property rights (if any) associated with the domain name itself;
(d) [If applicable] All Associated Assets as specified in Exhibit B.

2.2 Scope of Transfer

The transfer includes:

☐ Domain Name Registration Only: The Domain Name(s) and registration rights
☐ Domain Name Plus Website: The Domain Name(s) and website content as specified in Exhibit B
☐ Domain Name Plus Email: The Domain Name(s) and associated email accounts/history
☐ Complete Transfer: All Associated Assets as specified in Exhibit B

2.3 Transfer Method

The transfer shall be accomplished by:

☐ Registrar Transfer: Transfer of the Domain Name(s) to a registrar of Transferee's choice
☐ Change of Registrant: Update of the registrant information at the current Registrar
☐ Both: Change of registrant followed by registrar transfer
☐ Account Transfer: Transfer of the entire registrar account containing the Domain Name(s)

ARTICLE 3: CONSIDERATION

3.1 Purchase Price

In consideration for the transfer of the Domain Name(s), Transferee shall pay to Transferor:

Total Purchase Price: $__________________

☐ Payment Schedule:

☐ Lump Sum Payment: $__________________ due upon execution of this Agreement

3.2 Escrow

☐ The Purchase Price shall be held in escrow by: _______________________________

The escrow agent shall:
(a) Hold the Purchase Price until transfer is confirmed;
(b) Release funds to Transferor upon verification of successful transfer;
(c) Return funds to Transferee if transfer fails through no fault of Transferee.

☐ No escrow shall be used. Payment shall be made directly to Transferor.

3.3 Transfer and Registration Fees

☐ Transferee shall be responsible for all registrar transfer fees and any registration renewal fees
☐ Transferor shall be responsible for all registrar transfer fees
☐ Each Party shall be responsible for fees charged by their respective registrar

ARTICLE 4: TRANSFER PROCEDURES

4.1 Pre-Transfer Obligations

Transferor shall:

☐ Unlock the Domain Name(s) for transfer
☐ Disable any transfer lock or privacy/proxy services
☐ Provide Transferee with the Authorization Code within _____ days of receiving payment/escrow confirmation
☐ Verify that WHOIS contact email addresses are current and accessible
☐ Ensure there are no pending disputes or legal proceedings affecting the Domain Name(s)
☐ Ensure the Domain Name(s) were not registered or transferred within the past 60 days

Transferee shall:

☐ Create an account with the gaining Registrar
☐ Initiate the transfer process promptly upon receipt of Authorization Code
☐ Approve any transfer confirmation requests within required timeframes
☐ Pay any required transfer fees to the gaining Registrar

4.2 Transfer Timeline

(a) Transferor shall provide the Authorization Code within _____ business days of the Effective Date (or payment confirmation).

(b) Transferee shall initiate the transfer within _____ business days of receiving the Authorization Code.

(c) The transfer process typically takes 5-7 days to complete, subject to registrar policies.

(d) Both Parties shall promptly respond to any transfer-related communications from registrars.

4.3 60-Day Lock Period

The Parties acknowledge that under ICANN policy, domain names are subject to a 60-day transfer lock following:
(a) Initial registration;
(b) Prior transfer between registrars;
(c) Change of registrant information (in some cases).

☐ Transferor warrants that the Domain Name(s) are not currently subject to a 60-day lock.
☐ If a 60-day lock is in effect, the transfer shall be delayed until the lock period expires on: ______________

4.4 Change of Registrant

If the transfer involves a change of registrant name or organization:

(a) The current Registrar may impose an additional 60-day transfer lock;
(b) Both Parties shall authorize the change of registrant as required;
(c) Transferor may need to verify their identity to the Registrar.

ARTICLE 5: REPRESENTATIONS AND WARRANTIES

5.1 Transferor Representations

Transferor represents and warrants that:

(a) Ownership: Transferor is the sole and lawful registrant and owner of the Domain Name(s);

(b) Authority: Transferor has full power and authority to transfer the Domain Name(s);

(c) No Encumbrances: The Domain Name(s) are free and clear of all liens, encumbrances, security interests, disputes, and claims;

(d) No Disputes: There are no pending UDRP complaints, URS proceedings, court actions, or other disputes involving the Domain Name(s);

(e) Good Standing: The Domain Name(s) are in good standing with the Registrar and Registry;

(f) Valid Registration: The Domain Name(s) have at least _____ days remaining until expiration;

(g) No Cybersquatting: The Domain Name(s) were not registered in bad faith to profit from another party's trademark;

(h) Accurate WHOIS: The WHOIS information for the Domain Name(s) is accurate and current;

(i) No Restrictions: There are no registrar-imposed restrictions preventing transfer;

(j) Associated Assets: [If applicable] Transferor has the right to transfer the Associated Assets and they are free of third-party claims.

5.2 Transferee Representations

Transferee represents and warrants that:

(a) Transferee has the authority to enter into this Agreement;
(b) Transferee will not use the Domain Name(s) in a manner that infringes any third-party rights;
(c) Transferee will comply with all applicable ICANN policies and registrar terms of service.

ARTICLE 6: ASSOCIATED ASSETS

6.1 Website Content (If Applicable)

☐ Website content IS included in this transfer. See Exhibit B for details.
☐ Website content IS NOT included in this transfer.

If included, Transferor shall:
(a) Provide access to all website files and databases within _____ days;
(b) Provide all necessary passwords and credentials;
(c) Assign all rights to the content to Transferee.

6.2 Email Accounts (If Applicable)

☐ Email accounts ARE included in this transfer. See Exhibit B for details.
☐ Email accounts ARE NOT included in this transfer.

If included, Transferor shall:
(a) Provide access to email accounts within _____ days;
(b) Forward email to Transferee's designated address during transition;
(c) Delete copies of email from Transferor's systems after _____ days.

6.3 SSL Certificates

☐ SSL certificates shall be transferred or reissued for Transferee
☐ Transferee shall obtain new SSL certificates

6.4 DNS Records

☐ Transferor shall provide current DNS configuration
☐ Transferor shall maintain DNS pointing to current hosting for _____ days during transition

ARTICLE 7: POST-TRANSFER OBLIGATIONS

7.1 Transferor Obligations

Following completion of the transfer:

(a) Transferor shall not attempt to recover or interfere with the Domain Name(s);
(b) Transferor shall forward any correspondence related to the Domain Name(s) to Transferee;
(c) Transferor shall not register any domain name confusingly similar to the Domain Name(s) for a period of _____ years;
(d) Transferor shall cooperate with Transferee to resolve any post-transfer issues.

7.2 Transferee Obligations

Following completion of the transfer:

(a) Transferee shall update WHOIS information with accurate registrant data;
(b) Transferee shall maintain the registration in good standing;
(c) Transferee shall comply with all applicable laws and ICANN policies.

ARTICLE 8: INDEMNIFICATION

8.1 Transferor Indemnification

Transferor shall indemnify, defend, and hold harmless Transferee from any claims, damages, and expenses arising from:

(a) Any breach of Transferor's representations or warranties;
(b) Any third-party claims related to Transferor's registration or use of the Domain Name(s);
(c) Any UDRP or other domain dispute proceeding based on facts arising before the transfer.

8.2 Transferee Indemnification

Transferee shall indemnify, defend, and hold harmless Transferor from any claims, damages, and expenses arising from:

(a) Any breach of Transferee's representations or warranties;
(b) Transferee's use of the Domain Name(s) after the transfer;
(c) Any claims that Transferee's use of the Domain Name(s) infringes third-party rights.

ARTICLE 9: LIMITATION OF LIABILITY

9.1 EXCEPT FOR BREACHES OF REPRESENTATIONS AND WARRANTIES OR INDEMNIFICATION OBLIGATIONS, NEITHER PARTY SHALL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES.

9.2 TRANSFEROR'S TOTAL LIABILITY UNDER THIS AGREEMENT SHALL NOT EXCEED THE PURCHASE PRICE PAID BY TRANSFEREE.

ARTICLE 10: DISPUTE RESOLUTION

10.1 Good Faith Negotiation

The Parties shall attempt to resolve any dispute through good faith negotiation for a period of _____ days before pursuing other remedies.

10.2 Mediation/Arbitration

☐ Any dispute not resolved through negotiation shall be submitted to mediation/arbitration under the rules of _______________________ in _______________________ [location].

☐ Any dispute shall be brought exclusively in the courts of _______________________.

10.3 UDRP/URS Not Applicable

The Parties agree that the ICANN Uniform Domain-Name Dispute-Resolution Policy (UDRP) and Uniform Rapid Suspension (URS) procedures are not applicable to disputes between the Parties arising under this Agreement.

ARTICLE 11: GENERAL PROVISIONS

11.1 Governing Law

This Agreement shall be governed by the laws of the State of __________________, without regard to conflict of laws principles.

11.2 Notices

All notices shall be in writing and sent to the addresses set forth above by certified mail, overnight courier, or email with confirmation.

11.3 Assignment

Transferee may assign this Agreement and the Domain Name(s) without Transferor's consent. Transferor may not assign this Agreement without Transferee's prior written consent.

11.4 Entire Agreement

This Agreement constitutes the entire agreement between the Parties regarding the subject matter hereof.

11.5 Amendment

This Agreement may only be amended by written instrument signed by both Parties.

11.6 Severability

If any provision is held invalid, the remaining provisions shall continue in effect.

11.7 Counterparts

This Agreement may be executed in counterparts.

11.8 Time is of the Essence

Time is of the essence with respect to all dates and deadlines specified herein.

SIGNATURES

IN WITNESS WHEREOF, the Parties have executed this Domain Name Transfer Agreement as of the Effective Date.

TRANSFEROR:

Signature: _________________________________

Printed Name: _____________________________

Title (if applicable): _______________________

Date: ____________________________________

TRANSFEREE:

Signature: _________________________________

Printed Name: _____________________________

Title (if applicable): _______________________

Date: ____________________________________

EXHIBIT A: DOMAIN NAME(S) TO BE TRANSFERRED

Current WHOIS Information:

EXHIBIT B: ASSOCIATED ASSETS (IF APPLICABLE)

Website Content

☐ Included ☐ Not Included

If included:
| Asset | Description | Location/Format |
|-------|-------------|-----------------|
| Website Files | | |
| Database | | |
| Images/Media | | |
| Scripts/Code | | |

Email Accounts

☐ Included ☐ Not Included

If included:
| Email Account | Include History | Forwarding Period |
|---------------|-----------------|-------------------|
| | ☐ Yes ☐ No | ___ days |
| | ☐ Yes ☐ No | ___ days |

Other Digital Assets

EXHIBIT C: ESCROW INSTRUCTIONS (IF APPLICABLE)

Escrow Agent: ___________________________________

Escrow Account: _________________________________

Instructions:

1. Transferee shall deposit $____________ with Escrow Agent within _____ days of execution.

2. Escrow Agent shall notify Transferor upon receipt of funds.

3. Transferor shall provide Authorization Code within _____ days of escrow notification.

4. Escrow Agent shall release funds to Transferor upon:
   ☐ Confirmation that Domain Name(s) appear under Transferee's control at Registrar
   ☐ Written confirmation from both Parties
   ☐ Other: _________________________________

5. Escrow Agent shall return funds to Transferee if transfer is not completed within _____ days through no fault of Transferee.

TRANSFER VERIFICATION CHECKLIST

Pre-Transfer:

☐ Domain Name(s) unlocked
☐ Privacy/proxy services disabled
☐ WHOIS information accurate
☐ Authorization Code received
☐ No 60-day lock in effect
☐ Payment/escrow confirmed

Post-Transfer:

☐ Domain Name(s) appear in Transferee's registrar account
☐ WHOIS shows Transferee as registrant
☐ DNS functioning correctly
☐ Website accessible (if applicable)
☐ Email functioning (if applicable)
☐ Escrow funds released (if applicable)
☐ Confirmation sent to both Parties

NOTICE: This template is provided for informational purposes only and does not constitute legal advice. Domain name transfers must comply with ICANN policies and individual registrar requirements, which may vary. The ICANN Transfer Policy was updated in August 2025 with new requirements for registrars. Consult with a qualified attorney and review current ICANN policies before using this agreement.